Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934

Date of
Report (Date of earliest event reported): May 9, 2019

EXACTUS, INC.

(Exact
name of the registrant as specified in its charter)

Nevada

000-55828

27-1085858

(State or other
jurisdiction of incorporation)

(Commission File
Number)

(IRS Employer
Identification No.)

80 NE 4th Avenue, Suite 28, Delray Beach, FL 33483

(Address
of principle executive offices) (Zip code)

Registrant’s
telephone number, including area code: (804) 205-5036

_____________________________________________________________________

(Former
name or address if changed since last report)

Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the Registrant
under any of the following provisions (see General Instruction A.2
below):

Indicate
by check mark whether the registrant is an emerging growth company
as defined in as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).

[ ]
Emerging growth company

If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.

[
]

SECTION 5 – CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.02 Departure of Directors or Certain Officers

As disclosed in our Current Report on Form 8-K filed May 3, 2019,
our Chief Financial Officer, Kelley Wendt, gave 30-day notice of
her resignation as our CFO on April 30, 2019. On May 9, 2019,
however, Ms. Wendt gave notice that her resignation would take
effect immediately. On May 9, 2019, our Board of Directors
appointed our current CEO, Philip J. Young, to serve as our Interim
Chief Financial Officer until a suitable full-time Chief Financial
Officer can be recruited and retained.

SIGNATURES

Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on behalf of the
undersigned hereunto duly authorized.